The English text is a translation of the Swedish original version. In the event of a conflict between the English and the Swedish texts the Swedish text shall prevail.

Proposal by the Board of Directors on authorization for the Board of Directors to resolve on issues of new shares and/or convertibles

The Board of Directors proposes that the annual general meeting resolves to authorize the Board of Directors to resolve on issues of new shares and/or convertibles in accordance with the following conditions:

  • 1. The authorization may be exercised on one or several occasions up to

  • the annual general meeting 2023.

  • 2. Issues may be made of such number of new shares and/or convertibles, that corresponds to a maximum of 20 percent of the company's share capital.

  • 3. An issue may be made with or without deviation from the shareholders' preferential right.

  • 4. An issue may be made against cash payment, by set-off or by contribution in kind.

  • 5. The issue price shall, in the case of deviation from the shareholders' preferential right, be determined in accordance with market practice.

    The Board of Directors shall be entitled to determine other terms of the issue.

The purpose of the above authorization and the reason for the deviation from the shareholders' preferential right is to enable licensing or investments in the development of product candidates, approved medicines and/or supplementary technologies, to carry out or finance, fully or partly, acquisitions of companies, product candidates or development projects, to strengthen the company's capital base and/or to broaden the company's ownership base.

The Board of Directors, or anyone appointed by the Board of Directors, shall be authorized to make such minor adjustments of the resolution of the general meeting that may be necessary in connection with registration with the Swedish Companies Registration Office.

Majority requirement

Under the Swedish Companies Act, the resolution of the general meeting on authorization for the Board of Directors to resolve on issues of new shares and/or convertibles requires the approval of shareholders representing at least two-thirds of both the number of votes cast and the shares represented at the meeting in order to be valid.

Lund in April 2022

LEGAL#22158502v6

THE BOARD OF DIRECTORS IN CAMURUS AB (PUBL)

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Camurus AB published this content on 06 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 06 April 2022 10:11:13 UTC.